X3
by Darkpurplelighter
Summary: Rewrite of X-Men: The Last Stand. Many things survive from the original film, especially from the first half. But many things have been changed as well, such as different characters, more drama, more detail, and more development.
1. Twenty Years Ago

XXXXXX

"Since the dawn of existance, there have always been moments when the course of history shifted. Such a moment is upon us now. The conflict between the better and worse angels of our very nature, who's outcome will change our world so greatly, there will be no going back. I do not know if victory is possible. I only know that great sacrifice will be required, and because the fate of many will depend on a few, we must make the last stand."

_ANNANDALE-ON-HUDSON-TWENTY YEARS AGO_

A rolls royce approaches the Grey household. It pulls up outside, and out step Charles Xavier and Erik Lehnsherr...younger, more vibrant, and still closest of friends.

"I still don't know why I'm here." Erik began as Xavier smiled and they walked there way up to the house. "Couldn't you just make them say yes?"

"Of all people, I would expect you to understand my feelings about the misuse of power." Xavier responded.

"Ah, yes. Power corrupts, and all that. When will you stop lecturing me?"

"When you start listening, perhaps?"

They both chuckle as they walk up towards the door as Xavier then got serious.

"You're here because I need you."

"We're not going to have to meet everyone of them in person, are we?" Erik asked.

"No. This one's special."

Xavier then rung the doorbell and a few seconds later it was answered by Elaine Grey.

"Oh, are you-"

"Yes." Xavier interrupted. "We spoke on the phone two days ago. I'm Charles Xavier and this is my associate, Erik Lehnserrh."

"Please, come in."

Xavier and Erik both smiled as they walked in, Elaine leading them to the living room. Her husband John was waiting and stood up when the three of them came in.

"Have a seat." Elaine said as Xavier and Erik sit on the sofa and Elaine and John sit on the couch across from them. Elaine then looked at her husband. "This is them."

John nodded as he looked at the other men.

"You think you can help her?"

"We need to know when it all started." Xavier responded. "But, before anything, be careful with your words. She's listening to everything."

Canvas on the wall then rumbles, a flower vase falls from a piece of furniture to the ground, shattering. Elaine jumped and becomes more nervous.

"You see? It's like that all the time. And to know that I can't help her is frustrating..."

"Usually, these events are triggered by extreme stress."

Erik, in his ever imposing, prideful and softly sarcastic way towards humans responds;

"Has she received any kind of...mistreatment?"

John noticed the way he speaks, and is not flattered.

"No. Jean is the most precious thing we have in our lives."

"Thing?"

"Erik-" Xavier began, he wanted this to go as smoothly as possible.

"Wait...John, it all started when...when her best friend died."

Now looking at Erik and Xavier;

"A car accident. She saw everything."

"How is she, right now?" Xavier asked.

"She knows something's wrong, that something's different about her."

John then spoke up again.

"Jean is a good girl...she has never given us trouble until...this."

"May we speak to her?"

John and Elaine exchanged worried glances.

"All right."

John then went to call over his shoulder but Jean, his thirteen year old daughter walked into the room. He smiled as he got up and gently led her to the couch.

"Jean, this is Mr. Xavier and Mr. Lehnsherr. They would like to speak with you for a minute."

Jean took a seat in between her parents and in that instant, both John and Elaine freeze, becoming living statues. Xavier looked at Jean and smiles.

"Hello Jean."

Jean didn't answer as she looked from Xavier to Erik.

"It's very rude you know, to read my thoughts or your parent's without our permission." Xavier then said, telepathically.

Jean's brows furrow.

"You were in my head." Jean said.

"Just as you were in mine." Xavier said, out loud this time.

"Did you think you were in the only one of your kind, young lady?" Erik asked, a smirk on his face.

"What kind?"

Xavier smiled.

"We're mutants, Jean. We're like you."

"Really?" Jean smirked. "I doubt that."

Outside, all of the cars on the street begin to levitate high into the air. Mr. Lee watches in awe as his hose begins to snake up, the water pouring up into the air, and Mr. Claremont chased after his lawnmower, which has taken on a life of its own.

Charles and Erik looked through the window at the phenomenon.

"Oh, Charles." Erik began as he looked over at the other man with a grin on his face. "I like this one."

"Jean, you have more power than you can imagine." Xavier then spoke.

However, Jean showed no sign of strain, or even of listening to him.

"The question is, will you control that power…"

Jean suddenly lost control, and the cars come crashing down all at once.

"…or will you let it control you?" Xavier finished.


	2. The Danger Room

XXXXXX

The city of Manhattan is in ruins. Fires light the night sky: buildings, cars, nearly everything has been lit aflame. An explosion goes off and a huge fireball goes upwards towards the sky.

Colossus and Rogue charge into frame, pursued by an unseen assailant.

"This way!" Colossus shouted.

Rogue looks up and sees Storm flying overhead.

"Storm!" Rogue yelled.

Storm flies to the ground as lasers go off around her.

"Stay together." Storm looks around and sees that two people are missing. "Where's Bobby and Kurt?"

"I don't know, we got split up."

Lasers continue to go off and causes yet another explosion causing a car and other debris to come towards the three of them.

"Watch it!"

Storm uses her powers to spin out of the way. Colossus grabs onto Rogue, allowing them to metal up at the same time as debris comes at them, and bounces harmlessly off them.

"Are you crazy!" Rogue yelled at Colossus, angry and concerned at the same time.

"I was just trying to protect you!"

As Rogue reverts back to normal, she sees a pair of boots and looks up to see Logan standing over her.

"Logan?"

"How much time?" He asked.

"Two minutes, tops."

"What the hell is she thinking?"

"Good to see you again, too."

Logan casually strolls over to where Storm is crouched, watching approaching searchlights.

"Logan! What are doing here?"

Logan lights his cigar with a burning piece of rubble.

"Enjoying the scenery. You?"

Elsewhere, Civilians are running in between the burning houses trying to get away when they start disappearing into blue puffs of smoke. Nightcrawler is teleporting them to the safety of a steel bunker. As he does, Iceman is freezing incoming missiles headed for him.

He looks over as Nightcrawler teleports the last person.

"Hurry, Kurt! We're running out of time!"

He is now oblivious to a missile headed straight for him.

BAMF!

Nightcrawler quickly teleports Iceman out of the way just before the missile strikes. Iceman gasps when he realizes what just happened.

"Thanks."

"Don't mention it."

Rogue and Colossus trail Logan. Nightcrawler and Iceman run to where Storm is and they all meet up.

"Kurt, did you get everyone to safety?" Storm asked.

"Yes."

"All right, everybody in position."

Before they can form up, a mortar explodes mere feet away. Everyone takes cover for a moment before Storm addresses them all.

"We stay in formation, no matter what. Let's go!"

They run out into the open and a massive Robot towards over them.

"Well, this shouldn't take long." Logan said to himself as he threw his cigar away. He then turned to Colossus. "Hey tin man, how good's your throwing arm?"

"It's decent." Colossus responded.

"Logan, we work as a team!" Storm yelled.

Logan ignored her.

"Throw me. Now!"

Colossus grabs and spins Logan around once and throws him up to the robot as hard as he can.

SNIKT!

The rest of the team could hear the sound of metal and wires being ripped apart before the robot's head plops to the ground, Logan riding it the whole way. When it comes to a stop, Logan leaps off and dusts his shoulders off.

"Class dismissed."

The X-Men regroup, and Manhattan fades away, becoming the Danger Room, a massive hologram chamber.

"Simulation complete." Said a computer's voice.

"Hey Colossus, nice throw." Logan complimented.

"Thanks."

Storm addresses the team.

"Alright everyone, much better this time around. But we still have some work to do. The next session will be next week, same time."

Nightcrawler, Iceman, Rogue, and Colossus then all turn to exit the room. Logan goes to leave as well but Storm rounds on him.

"What the hell was that?"

"Danger Room session." Logan replied, sarcastically.

"You know what I mean. I was trying to teach these kids something, Logan!"

"I think I taught 'em something."

"It was a defensive exercise."

"Well, you know what they say—"

"No, I don't know what they say. This is a school, you can't just come and go as you please."

"Hey, Ororo—I'm just a sub." Logan walked around her and headed for the exit. "You gotta problem, talk to Scott.

XXXXXX

Meanwhile, in one of the bedrooms on the second floor of the mansion, Scott Summers was sitting on the edge of the bed. He looked like he hasn't shaven in weeks.

"_Scott."_

Scott looked up and around the room.

"_Scott…can you hear me?"_

"Jean?" Scott asked himself.

In his mind's eye he sees Jean at Alkali Lake, drowning.

_"Scott!"_

The lake parts slightly.

"_I'm still here…"_

Scott shook his head, as though shaking the thoughts away. He got up, grabbed a bag, and leaves. He walked down the hall, entered the elevator and took it down to the garage.

As soon as he got to the garage he pressed a button that opened the door. Just then, he heard a voice. A real voice this time.

"Scott."

Scott turned around and saw Charles Xavier, in his wheelchair, staring at him

"There was a danger room session for the kids, you never showed. I had to ask Logan to cover for you."

"Well it's about time he did something around here." Scott said bitterly and sat down on his motorcycle.

"Where are you going?" Xavier asked.

"It's been almost three months, Professor, and I still…I can still hear her inside my head."

"I know much of a toll Jean's death has taken on you. It's part of the grieving process to expect those we have lost to return to us Scott."

Scott shook his head.

"I have to get out of here…to many memories."

"Are you sure that's the best decision?" Xavier asked.

"You're the psychic, you tell me." Scott said.

"Sometimes the mind must figure out things for itself." Xavier said, telling Scott what he had once told Logan.

"Then that's what I'll do." Scott started up his bike, and drove it out of the garage, leaving Xavier with a worried look on his face.


	3. Raven Is My Slave Name

XXXXXX

A large, blue figure passes security by the front entrance of the building. Something is moving, fast, through the halls of the White House. It is eerily reminiscent of another blue creature that was once inside. His big blue furry feet move deeper and deeper into the core of the building. Finally, he swoops past two marine guards with machine-guns.

By the time they look up, he is already gliding through an imposing, high-tech door. An alarm beeps as the door opens, and Henry McCoy, Secretary of Mutant Affairs walks in.

Inside the Situation Room, President McKenna is seated. Secretary of Defense, Bolivar Trask sits across from him, and several other officials are present as well. Henry walks over and shakes the President's hand.

"Mr. President." He greeted.

"You're late Hank."

"Sorry, sir. Traffic on the beltway."

"Well, have a seat. We'll catch you up on things."

When they both sat down Trask began to speak.

"We followed up on your tip that Mystique has been impersonating Senator Robert Kelly. Last night, we managed to get lucky."

The giant screen behind him flickers on, showing Mystique sitting in an interrogation room across from an FBI Agent.

"We've got her."

"You think you'll be able to hold her?" Henry asked.

"The new prison we'll be taking her is a far more advanced facility. Will be one step ahead this time."

Hank didn't look convinced as he looked back at screen when he heard;

"Where is Magneto?"

The Agent on the screen had just asked the question to Mystique. Everyone in the room now focuses their attention on the interrogation.

Inside the room, Mystique has her eyes down, ignoring the question. The agent leans forward.

"Raven? Raven I asked you a question."

"I don't answer to my slave name." Mystique responds.

"Raven Darkholme, that's your real name isn't it. You had a family once…or has he convinced you otherwise?"

Mystique finally looked up and glared at the agent.

"My family tried to kill me, you pathetic meat sack."

The agent sighs.

"Okay…Mystique. Where is he?"

Mystique morphs into Magneto.

"In here. With us."

"Look, I don't want to play games with you. I want answers."

She turns into the agent.

"You don't want to play games with me?"

"Raven stop this!" The agent yells, getting frustrated.

Mystique turns into her normal self. She smiles and leans in close.

"Do you really wanna know where he is?"

She lunges forward and head butts the agent, kicks her chair into the guard, then leaps over the table and lands behind the agent, choking him with her hand cuff chains.

"Homo sapien." She growls into his ear.

Other agents rush into the room. Mystique puts up a valiant fight but is eventually subdued. Back in the Situation Room, Trask turns the screen off and smiles.

"One down, one to go."

"You know having her will only provoke Magneto." Henry sighed. "But it does give some diplomatic leverage."

"On principle, I can't negotiate with these people." President McKenna said.

Henry turned to him.

"I thought that's why you'd appointed me sir."

"Yes it is. But that's not why I called you here."

Trask slides a folder to Henry.

"This is what she stole from the office she broke into."

Henry picks up the folder and sees that it's labeled "Project Hope". He begins to peruse the folder and sees a page detailing the profile of a young mutant boy. After a minute of reading, Henry's eyes widened in shock.

"My God. Is it viable?"

"We believe it is, yes."

"But it's not possible...it's just not possible."

"Henry, whether this is real or not I want your full attention on it."

"Do you have any idea the level of impact this will have on the mutant community?"

"Yes, Henry, we do." The President began. "That's why we have need of your...diplomacy right now."


	4. Ethics Class

XXXXXX

Inside of a classroom, students sit around Charles Xavier's desk as he teaches ethics. Among the students are Rogue, Bobby Drake, and Peter Rasputin. On top of training to become a member of the team, the three of them also had to finish their last year as students.

"Orwell wrote that power corrupts, and that absolute power, corrupts absolutely. This is lesson that every one of us must learn, and live. Why?"

After Xavier asked the question, several hands go up, including Rogue's.

"Rogue, how about you."

"Because we're mutants."

"I'm disappointed, Rogue. I'd thought you'd see the flaw in Orwell's generalization."

"How'd you mean?" Rogue asked.

"Well, unfortunately, students, there are no absolutes when it comes to the issue of ethics. For psychics like myself, it presents a particular dilemma. Our power is, by its very nature, an invasive one. When is it okay to use it, and when do we cross that invisible line that turns us into tyrants over our fellow man?"

"Well, Professor, if the line is invisible, then how do we know we've crossed it?"

The class chuckles except for Bobby. Xavier himself smiles.

"Despite her cheek, Miss Rogue does have a point."

He turns to the television.

"This case was forwarded to me by a colleague of mine, Dr. Moria McTaggert."

Everyone begins to take notes, except for Bobby who is just staring out the window while tapping the bottom of his pencil on the desk. The noise distracts the class for a second until he realizes what he's doing and quickly stops.

"Sorry Professor." Bobby apologized.

Xavier nods and turns the screen on. On the picture, Moria stands next to a patient completely covered in bandages. She turns to face the screen.

"The man you see here was born with no higher level brain functions. His organs and nervous system function normally, but he has no consciousness to speak of. This has been confirmed both by the most advanced medical scans available on Muir Island, and of course by your telepathic examination, Charles."

Moira smiles a bit and Xavier pauses the transmission.

"What if class," Xavier began. "What if telepathic abilities were to be used to re-awaken this man, or another just like him? How are we to decide what is in the range of ethical behavior, and what is best left…"

Xavier trails off and looks out the window, where the sky is quickly turning black.

"…to god."

Peter notices the look on the Professor's face and becomes concerned.

"Professor? Are you alright?"

Xavier looks at him and smiles.

"I'm fine. We'll continue our discussion on ethics tomorrow. Class dismissed."

The class is confused, but they slowly get up from their chairs and exit the classroom as Xavier's eyes go to the window.

In the hallway, Rogue and Bobby get in to the elevator.

"Bobby, are you alright?" Rogue asked.

"I'm fine." Bobby responded.

"You don't seem fine, you seem distant."

"I really don't want to talk about it." Bobby sighed as the elevator came to a stop and they both got out.

"Why?"

Rogue reached out and gently grabs Bobby's hand, taking it into one of her gloved ones.

"Remember how close we were before Alkali Lake? You use to tell me everything, now we hardly talk at all."

"It's just...I tried calling my parents again yesterday. They still won't return my calls."

"Oh."

Bobby shook his head.

"Sometimes I think I should have never of told them that I'm a mutant."

"No, you had to tell them eventually."

Bobby smiles and looks down at his hand in hers.

"I wish they had just accepted it."

"I know it's hard." Rogue responded. "I'm sure they'll come around. You'll see."

He nodded as he smiled again and with their hands together began walking down the hall.


	5. Ororo and Kurt

XXXXXX

Though it is ostensibly afternoon, the sky is dark. Ororo Munroe stands on the veranda, looking up to the sky, seemingly oblivious to it all. Kurt Wagner then walked out to join her.

"The forecast vas for sunny skies."

Ororo turned and smiled when she saw him.

"Huh? Oh, sorry."

She looks up to the sky and her eyes go white. The clouds part, the sky returns to normal. Ororo then took a deep breath and looks back at Kurt.

"Sometimes I just lose track."

"Vhy don't ve talk inside?"

He gently took her arm and the two of them walked back inside the building and head through the hall, students all about them.

"Vhat's bothering you?" Kurt asked.

"What do you mean?"

"I don't have to be psychic to know something's vrong."

"I just don't understand." Ororo began. "Magneto's a fugitive, we have a mutant in the cabinet, the president understands us. Why are we still hiding?"

"Ve're not hiding, Ororo."

"Kurt, we live behind stone walls, we keep our identities a secret—"

"Not by choice. Ve have to protect ourselves and our students, you know that."

"Protect them from what? Why are we still afraid?"

"Because their vill always be those vho hate and fear us, no matter vhat ve do."

Ororo sighs and they stop walking.

"Vhy don't you tell me vhat's really bothering you?"

"I guess I've just been a little stressed lately. Without Scott being around."

"I know it's been hard. But I think you've done an excellent job filling in for him."

Ororo smiled and leaned in to hug Kurt.

"Thanks, Kurt."

Just then, Artie and Jones, two of the younger students walked into the hall and approached them.

"Ms. Munroe, there's someone here to see you." Artie said.

"Who?"

"Says his name is Henry McCoy."

Ororo smiled.

"Hank?"

In the study of the mansion, Henry was looking at a photo on the wall that was of himself, Scott, Jean, and Ororo all wearing their X-Men uniforms.

"Hank!"

Henry spun around and laughed heartly.

"Ororo!"

The two of them hugged tightly as Kurt walked into the room. After they separated, Ororo motioned for Kurt to walk over.

"Kurt, this Henry McCoy. Hank, this is Kurt Wagner."

The two shook hands.

"Pleasure to meet you Kurt."

"Likewise."

Unbeknownst to them, the reunion was being watched by Logan, who was standing in the other doorway of the study.

"Who's the furball?"

Henry looked over at Logan.

"Henry McCoy. Secretary of Mutant Affairs."

"Right, a secretary. Nice suit."

As Logan went over to sit on the desk, Ororo rolled her eyes.

Suddenly, Xavier appeared and rolled his wheelchair into the room.

"I heard that we have company."

"Professor." Henry smiled.

He walked over and leaned down to give the Professor a light hug.

"It's nice to see you again, Henry."

"You too. Sorry for just springing in on you like this."

"It's no problem at all, Henry. You're apart of this place."

"Oh yeah?" Logan asked. "How's that?"

"Henry was one of my first students." Xavier answered. "Before he left for Washington to fight for mutant's rights."

"How long are you staying?" Ororo asked.

"Unfortunately, not long. This is not a social call. I have news."

"Erik?" Xavier asked.

"No, no, though we have made some progress on that front. Mystique has been apprehended. But Magneto isn't our problem. At least, not our most pressing one."

Everyone in the room focused on Henry.

"A major pharmaceutical company has developed a way to…suppress the mutant X-Gene."

"Suppress?"

"Permanently. They're calling it a cure."

Ororo looked to Xavier and they stared at each other for a moment, taking in the news before Ororo looked back at Henry.

"That's ridiculous. You can't cure being a mutant."

"Well, scientifically speaking—" Henry began.

"What is there to "cure", Henry?"

"Ororo."

Xavier looked towards the television.

"They're announcing it now."


	6. Announcing the Cure

XXXXXX

Bobby and Rogue walked into the student lounge and sat down on the couch, in front of the television. Bobby kept turning the channels until he reached a news broadcast and a reporter began speaking.

"We are now about to go to Dr. Kavita Rao, who has made a breakthrough discovery about a possible cure for mutation."

Bobby and Rogue look at each other before turning their attention back to the screen. The broadcast cuts to a shot of Alcatraz Island before going to Dr. Kavita Rao standing at a podium. She began to speak.

"They've been called saints and sinners. They've committed atrocities, and been the victims of atrocities themselves. They've been labeled monsters, and not without reason. But these so-called monsters are people, just like us. And we want to help them. The mutant gene is nothing more than a corruption of healthy cellular activity, a disease. But finally, we have found hope."

Rogue's gaze on the television intensifies.

"Ladies and gentleman, finally..."

Kavita held up a test tube that held a blue liquid.

"We have a cure."

Closing her eyes, Rogue took a deep, relieved breath.

Back in the study, Ororo and Henry were sitting down on the couch, just finishing watching the same broadcast. Logan sat on the dest, Kurt stood in the corner. They all were quiet for a few moments before Ororo spoke.

"Who would want this cure? I mean what kind of coward would willingly give up their gift just to fit in?"

Hank stares at his hand for a moment before speaking.

"I understand your concerns, Ororo, but not all of us have such an easy time fitting in you know. You don't shed on furniture."

Ororo closed her eyes.

"Oh…I'm sorry, Hank. It's just—"

"Believe me, I understand." Xavier interrupted. "Forget the personal crises—this is a veritable Pandora's box. I'm not so worried about what the cure can do, as I am about what the government can do with it."

Rogue suddenly came running into the room.

"Hey, is this true? They can cure us?"

"Yes Rogue." Xavier answered. "It seems-"

"No!"

Ororo jumped up and walked over to Rogue.

"They can't cure us, Rogue. You know why? Because there's nothing wrong with you. There's nothing wrong with any of us for that matter."

She then looked back over at Henry.

"Since when did we become a disease?"

"I don't think you're qualified to make that statement, Ororo!" Henry said while getting to his feet. "There are plenty of mutants who—"

"What do you want me to say, Hank? Our powers are part of who we are, part of our identities!"

"You think I want this to be part of my identity?" Rogue asked, incrediously.

Everyone in the room turned their attention to Rogue.

"I don't care what anyone says, there is something wrong with me...and I want to fix it. And it's my choice."

Logan frowned as Rogue turned around and left the room.


	7. The Church of Magneto

XXXXXX

When night fell, mutants gathered at an abandoned church, at least a hundred in number. Standing on a stage in front of them all was Callisto, a woman with a patch over her left eye and a firm build as she tried to silence the din.

"People, listen! This is about getting organized! We have to band together, show the Department of Mutant Affairs that we mean business!"

Psylocke, a woman with purple hair and a red tattoo over her left eye, shouts out from the crowd.

"They wanna exterminate us, Callisto!"

"The cure is voluntary, Bets. No one is talking about extermination!"

"No one ever talks about it!" Yelled a voice.

Suddenly, Magneto, dressed in a ratty black sweater and cape stands, flanked by Pyro.

"They just do it."

Magneto strides to the front of the room, taking the stage as though he belongs there and continues speaking.

"By all means, go about your lives. Ignore all of the many signs around you. Then they'll come for you, and the rest of us will be better off without you. And then you will realize, that while you sat here prattling on about committees and organizations and DMAs, the extermination had already begun."

Magneto stares intensely into the audience.

"Make no mistake, my brothers. The humans will draw first blood. And when the air is still, and the night has fallen, there's only one question you must answer. Who will you stand with?"

Magneto sneers slightly.

"Will you stand and fight? Or wait for the inevitable genocide?"

He strides off as quickly and suddenly as he began. In no time at all, Gambit, a young man in a trench coat is at his and Pyro's heels.

"You talk pretty tough for an old guy in a cape."

Pyro turns to face him and forms a fireball in his hand.

"Back off."

Just then, Callisto, Psylocke, and Arclight-another woman come up to Magneto.

"You're so proud of being a mutant, where's your mark?" Callisto asked.

Magneto smiles faintly and pulls up his sleeve.

"My dear, I have already been marked once."

He shows her his serial number, from Auschwitz.

"Let me assure you, no needle will ever touch my skin again."

"You punks know who you're talking to?" Pyro asked.

Gambit pulls out a playing card, charges it up and throws it to the side with force. It hits the church wall, causing an explosion, leaving a perfect hole in the church wall.

"Do you?"

Pyro scoffs and looks down at another flaming card in Gambit's hand. He winks and the card is burned up completely.

"Got anymore magic tricks up your sleeve?"

"I've got a couple."

Gambit took a step forward but Psylocke and Arclight held him back. Magneto ignored what was going on between the two young men and addressed Callisto.

"And what can you do?"

"I know that you control metal. And that there's a hundred sixty five mutants in this room, none better than Class Three. Except for you two." She said, referring to Magneto and Pyro.

Magneto responds, politely bored.

"So you have talents."

He begins to turn again, but he finds that Callisto uses her super speed to block his path again.

"That and more. I can tell you how many mutants are on this block. In this city."

Magneto becomes intrigued.

"This state."

"You sense other mutants and their powers?"

Callisto nods.

"Could you locate one for me?"

XXXXXX

In the back of a secure truck, a guard patrols the hall. Inside the cell is the President of the United States.

"Let me out of here! God damn it, do you know who I am?"

The guard rolls his eyes.

"I'm the President of the United States! I demand that I be let out of here!"

"Mr. President…shut up!"

The president sneers. The guard begins walking away. Suddenly, a little girl cries out;

"Please let me out. Please."

The guard turns back.

"Keep it up. I'll spray you in the face, bitch."

The girl smiles evilly.

"When I get out of here, I'm gonna kill you myself."

"Yeah, we'll see."

He turns away and Mystique reverts back to her normal self.


	8. Skating on the Pond

XXXXXX

Outside the mansion grounds, Rogue was sitting on a bench in front of a massive fountain as she watched the night sky. The moon was bright and there were tons of starts in the sky. The back door of the mansion then opened up and Bobby slowly approaches her from behind.

"Hey."

Rogue looks over her shoulder and smiled when she saw him.

"Hey."

Bobby sat down next to her.

"What are you doing out here?"

"I was just wondering why it's not snowing yet." Rogue smiled. "That's the only thing I didn't like about Mississippi. Hardly ever snowed."

"We can fix that, you know."

"Oh really? An' when did you get the power burst, Mr. Drake?"

Bobby laughed.

"Just watch."

He gets up and puts his hand on the fountain, covering it in ice. Turning back to her he held out his hands.

"Give me your feet."

"What?" Rogue laughed.

"Come on, give me your feet."

She sits on the edge of the fountain, and Bobby makes ice skates for her. He does the same to himself, and they got up and begin skating. After skating around in a complete circle, Bobby spoke.

"Thinking about the cure?"

"I think we all are."

"But you're not actually thinking about taking it are you?"

Rogue sighed.

"Do you know what it's like to kiss a boy-"

"I don't actually." Bobby interrupted.

The both laugh but the moment doesn't last long.

"I'm serious Bobby. I want to be able to touch people without worrying about killing them. A hug...a handshake...a kiss."

Bobby looked over at her.

"This isn't about me, is it?"

"No." Rogue responded while shaking her head. "It wouldn't be for you...it'd be for me."

Bobby nodded.

They both look at each other silence for a moment before Rogue nearly trips but Bobby catches her and they both laugh. They then skate over to the fountain's edge and sat down. Rogue leans forward and kisses him lightly on the cheek, just a quick one so that she didn't drain him.

"This was nice."

"I thought it could take our minds off things." Bobby said, while smiling at her.

Rogue smiled back.

"Good night, Bobby."

"Good night."


	9. Whirlpool of Love

XXXXXX

It was daytime in the Canadian Rockies as Scott speeds down the highway on his motorcycle. Past the expansive woods lies Alkali Lake, still flooded from the X-Men's previous outing there.

Scott parks his bike when he reaches the lake.

_"Scott."_

Scott shook his head and got up. Slowly he approaches the lake and looked out across it. The lake that took the love of his life away.

In his mind's eye, he sees Jean pushing back the water bursting from the dam with her telekinesis, while simultaneously lifting the X-Jet, with the other X-Men aboard, out of harm's way. He then hears his own voice.

_"Jean...listen to me. Don't do this."_

_"It's the only way. Goodbye."_

Then, he sees her drowning again.

_"Scott."_

"Stop," Scott said out loud to himself.

_"Scott, help me."_

"Stop it."

The voices in his head grow louder.

He suddenly throws his head back and yells up to the sky.

"STOP!"

He tears off his glasses and releases his optic beam into the lake's surface. A recoil of energy strikes him and knocks him flat on his back.

Suddenly, the lake erupts in a fiery display as a giant whirlpool forms in the center. A creature of pure energy rises from the depths. It glows like a living star, emanating wave after wave of telekinetic energy. Scott puts his hand up as he is blinded by the bright light.

He slowly gets to his feet awestruck, as the star slowly descends, and the maelstrom of gravity passes. As the glow flutters, Scott takes a step forward…

He is shocked by what he sees in the epicenter.

"Jean?"

She is alive. Jean Grey is reborn.

Jean looked down at her limbs, stunned and disoriented.

"A dream...has to be a dream." Scott muttered to himself.

Jean looked up. She seems real. She blinks, slowly recognizing him.

"Scott?"

"Jean…how?"

Jean looks at her glowing limbs again, feeling her power.

"I...I don't know."

"You're alive." He breathed.

The two smiled at each other.

Needing no more words, Scott pulled Jean into a tight embrace and they kiss, passionately. After a few seconds, Jean pulls away and stares at Scott's face. Slowly her hands reach up toward his glasses.

"Take these off."

Scott quickly grabs her hands.

"Jean, you know I can't."

Jean shook her head.

"Trust me. I can control it…I want to see your eyes."

Reluctantly, Scott releases her hands. Jean removes Scott's glasses but Scott keeps his eyes closed, afraid of hurting her.

"Open your eyes, Scott. You won't hurt me."

Slowly, carefully, Scott opens his eyes. They glow red momentarily and then return to their natural brown color. He blinks in surprise and then smiles at her.

"I've missed you so much."

"I know." Jean smiled. "I know."

They kiss again. Jean suddenly begins to get more fierce and Scott's eyes widen in surprise.

XXXXXX

In the study, Xavier cries out in pain and falls out of his wheelchair.

Meanwhile in his room, Logan's eyes snap open. He leaps up from his meditative position and charges out into the hallway.

Logan runs through the hall. Ororo flies down from the top of the staircase and joins him.

"You caught it too?"

The two of them bust into Xavier's office to see him on the floor.

"Charles!" Ororo gasped and went over to his side.

"Are you okay?" Logan asked.

Xavier looks up at Logan and Ororo.

"You have to get to Alkali Lake. Now!"

Logan's brows furrow.

"Alkali Lake? For what?"

"Just go!"

Logan glances at Ororo before they both turn without speaking again and head for the X-Jet.


	10. Examining Jean

XXXXXX

The X-Jet lands on a patch of land on Alkali Lake. Logan and Ororo disembark, immediately entering a heavy fog.

"I can't see a damn thing." Logan cursed.

"I can fix that." Ororo responded.

Her eyes go white and the fog dissipates. Logan looks incredulously at the multitude of floating rocks littering the air. Droplets of water fall upward from leaves.

"What the hell?"

"Let's split up." Ororo suggested.

"And what are we supposed to be looking for?"

"I don't know. Let's just look around."

Ororo walks towards the lake while Logan turns and heads towards the forest. Then to his shock, he sees Scott's glasses floating freely midway between the lake and the trees. He grabs at them, furrowing his brow. He sniffs and looks off into the forest.

"Logan!" Ororo screamed.

Logan throws one last glance back to the woods, then takes off running toward the lake. He joins Ororo, and his eyes widen at what he sees. He crouches down next to a body, a woman.

"She's alive."

"Jean." Logan said to himself in shock.

He then took the glasses from his pocket and handed them to Ororo.

"I found these. We gotta get her back."

He picks up Jean's body and carries her to the jet. When he gets there he lays Jean down on a seat and then turns to Ororo.

"Go."

"What about you?"

"I gotta find Scott. He's here somewhere."

"There's a med-kit on the jet. I'll wait for you."

Logan starts to argue, but thinks better of it and runs back down the ramp and heads back to the forest. He prowls through the trees and sniffs the air.

"Scott?"

He keeps walking until he finally sees another body, laying motionless on the ground. Logan quickly runs back to the jet, carrying Scott's body. He calls out to Ororo mid-stride.

"Get the jet started!"

He leaps onto the access ramp just as it closes and Ororo begins lifting the jet from the ground.

Ororo pilots as Logan lays Scott's body on a seat in the back, next to Jean.

"He is-" Ororo began.

"I dunno. We need to get him back."

"I'll go as fast as I can."

Ororo continues to pilot the jet as it cuts through the clouds in the sky.

XXXXXX

In the infirmary of the mansion, Jean lays on an operating table, Scott on another on the other side of the room. Ororo and Logan stand with Jean. Xavier examines Scott, than joins them.

"He's comatose. But stable."

Logan continues to stare at Jean.

"How is she still alive?"

"I honesty have no idea. The sheer amount of water that collapsed on top of Jean should have obliterated her completely."

"Is she going to be okay?" Ororo asked.

"I'm not sure."

Logan looked at the Professor.

"What? Why?"

Xavier sighed.

"When Jean was young her power was so unfocused that I knew that she could become a danger to those around her and herself. As a result, I placed psychic barriers in her mind to minimize the sheer amount of power she could access, to give her control of her abilities."

"Jean knew about this?"

"It's unclear how much she remembered. The more pressing issue is that now, those barriers are gone. And without them, I can't be sure if the woman lying in front of us is Jean…or something else entirely."

Logan took a step forward.

"She looks pretty peaceful to me."

"That's because I'm keeping her that way."

Logan snarled.

"What did you just say?"

Xavier doesn't even acknowledge Logan.

"If I can reinstate the psychic blocks, perhaps I can cage the beast once again."

Logan grabbed Xavier by the collar and Ororo gasped.

"Logan!"

Logan quickly let go and Xavier glares up at him.

"You know sometimes when you cage the beast, the beast gets angry."

"Well forgive me, if I value the safety of the world over the feelings of the beast."

"This is someone's mind you're talkin' about, Jean's mind!"

"I know with your past experience why you would have such an aversion to this, Logan. But you must understand I did what I thought was necessary to ensure Jean's safety. You have no idea...you have no idea what she is capable of."

"No Professor, I had no idea what you were capable of."

Logan turns and storms out of the infrimary.

"Logan, wait!" Ororo yelled as she goes after him.

Xavier took a deep breath before he turned his attention back to Jean.


	11. Beast meets Leech

XXXXXX

On the grounds of Alcatraz Island, a helicopter lands and Henry McCoy exits as Dr. Kavita Rao moves forward to greet him.

"Dr. McCoy, welcome to Rao Labs."

"Thanks you Dr. Rao. Not an easy place to get to."

"It's the safest place we could find, that's why we keep the source of the cure here."

She leads him inside the facility and they walk through a laboratory before going down a long hallway.

"He is a mutant, you understand our concerns?" Henry asked.

"We are in full compliance with your departments policies." Kavita responded.

"How long will you keep him here?"

"Until we can fully map his DNA. We can duplicate it but we can't generate it."

"Speaking of which, I would appreciate it greatly if I could have a sample."

"I have already arranged a sample to be sent to your office, but you have no need to worry. It has already gone through several trials, and passed all tests. It is perfectly safe for mutants to take it."

They stop outside a room with a viewing window. Hank looks inside, sees a young boy inside playing video games. He is bald and his skin is bright green, the room itself is pure white.

"I heard the staff calls him by some nickname."

Kavita sighed.

"I've tried to stop them. But from your experience, I'm sure you understand how these things take on a life of their own."

"That's why I brought it up."

"The staff has been firmly instructed never to call him 'Leech' to his face, or where he can hear them."

"And you think he'll never know?"

"I can hope."

"There's that word again. Hope."

"Why don't we say hello?"

Kavita opens the door and the two of them step inside. She then spoke up to get the child's attention.

"Jimmy?"

Jimmy looks over his shoulder and smiles when he sees her.

"Hey Kavita."

"Jimmy, there is someone I would like you to meet."

Henry smiles and walks towards him.

"Hello there son."

"Hi."

"My name is Henry McCoy."

Henry steps a little closer and extends his hand to shake Jimmy's. Slowly, it becomes a normal human hand. Henry looks at it, transfixed. He then felt the rest of the fur on his body disapear.

He then looked over at the mirror on the wall and for the first time in over twenty years Henry was staring at his human face. He walked closer to get a better look at it and smiled a little as he slowly touched his cheek.

"Sorry." Jimmy apologized. "Sometimes I can't control it."

"No, it's alright."

Henry continues to stare at his face as Kavita smiles. After a few seconds Henry finally looks back at Jimmy.

"You have an amazing gift. It was nice to meet you Jimmy."

"You too."

Jimmy goes back to his video game while Henry turns around and walks back over to Kavita as all the blue fur on his body began to come back. His hand was the only thing that still looked normal.

"Extraordinary, isn't he?"

Henry looks down at his hand as it finally was covered with blue fur.

"Yes, he is."


	12. Highway Rescue

XXXXXX

Bolivar Trask stood in Dr. Kavita's Rao office, watching Henry McCoy get back into the helicopter and taking off. The door then opened and Kavita walked in.

"Secretary Trask." Kavita greeted.

"Dr. Rao. So, is Secretary McCoy going to be a problem for you?" Trask asked.

I don't think so. His political views seem to be at odds with his...personal issues.

"Indeed."

He then walked over and hands her a check.

"We appreciate your cooperation, Dr. Rao."

"I'm still not sure about this." Kavita sighed. "The cure was never supposed to be anything but a voluntary procedure."

"Science will always be used as a tool of war, no matter how hard we try to avoid it. But don't worry, once we get Magneto, using the cure in weapons will no longer be necessary."

She nodded as Trask walked to the door and out of the office. Kavita continued on until she was staring out the window, looking out at the bay.

XXXXXX

Traveling down a highway, the convoy carrying Mystique continues on, lead by several SUV's. Suddenly, Magneto, Callisto, Pyro, and Gambit step up on the road and block its way. Magneto extends an open palm, than closes it, crushing one of the SUVs leading the convoy.

He does the same for a second, sending the remains of both off to the side of the road. Magneto then flips the tanker before forcing the convoy to a halt.

The two guards inside are bounced around before one of them hits Mystique's cell. Mystique slithers in her legs out before capturing the guard's neck with her feet and breaking it with a sickening crack.

"Told you so." Mystique smirked.

Mystique then used her toes to take the keys off the dead guards belt and extended her leg to unlock her wrists from the clasps.

Magneto and Pyro approached the convoy, Magneto extends his hand and gesturing grandly to his left and the reinforced door flies off. The second guard gets up and goes for his gun but Pyro manipulates his deadly flame and scorches his body. Mystique opens the door and exits her cell, approaching the two of them.

"About time."

"I've been busy."

They both smile at each other.

"Did you find what you were looking for?" Magneto asked.

"The source of the cure is a mutant. A child, being kept at Rao Labs on Alcatraz Island. Without him, they have nothing."

Magneto looked from Mystique to Pyro.

"Well then, that's where we are going."

Magneto then looks at the two other cells on the convoy and sends a clipboard into Pyro's hands.

"Read off the guest list."

Pyro narrowed his eyes briefly, then flips to the appropriate page as they approach the cell door.

"Prisoner 14235, Dominikos Petrakis. Says he generate seismic waves strong enough to create earthquakes."

"Impressive." Magneto responded before opening the door magnetically, and Dominkios steps out.

"You're Magneto, right?" Dominkios asked.

"Yes. I could use a man of your talents."

He shrugs.

"I'm in. Call me Avalanche."

"Welcome to the Brotherhood."

They continued to the next cell.

"This one is Fred Dukes." Pyro began. "Check this out, "Prisoner must be confined at all times. If he builds any momentum, no object can stop him."

"How fascinating."

Magneto ripped off the door, revealing a mutant grossly overweight.

"And what do they call you?"

"The Blob." The mutant answered.

"I can't imagine why."

"Are you gonna let me out of here, I need to pee." Blob said.

Magneto rolled his eyes but used his powers to rip the chains off. Blob landed with a massive thud.

"I think you'd make fine addition to our army."

"Oh yeah?"

"Yes. Are you interested?"

"Why not?"

"Fine. Follow us."

Finally, they all turned and exited the convoy.


	13. Jean's Awakening

XXXXXX

Logan stood at Jean's side, as medical equipment monitors her status. A little over to the side, Scott is still comatose. Logan strokes Jean's hair. Suddenly, she awakes, and seizes his wrist.

"Jean?"

She smiles faintly and slowly opens her eyes.

"Logan."

"Welcome back."

"This is where we first met, you know. Except you're in my place. And I'm in yours."

"You okay?"

"Yeah. I feel great actually."

As she sits up, and telekinetically detaches everything from her body. Logan stares at her chest and she smiles.

"Logan, you're making me blush."

"You're reading my thoughts?"

"I don't have to."

She leans in closer.

"It's okay."

She kisses him passionately, and Logan gives in. Jean gets more fierce, deepening the kiss and clawing at his arms. Jean starts to undo Logan's belt. Logan pulls away.

"Wait."

"No."

Jean telekinetically rips off Logan's belt. Logan backs away.

"Jean…this isn't you."

"Of course it is…"

Jean tries to resume but Logan gently pushes her away.

"Hey! Maybe you ought to take it easy. The professor said you might be…different."

Suddenly, her entire demeanor changes.

"He would know, wouldn't he? What, you think he's not inside your head too? Look at you Logan."

She looked Logan up and down.

"He tamed you!"

Then over Logan's shoulder, she sees…

"Scott?"

Jean shuts her eyes and when she reopens them she looks confused.

"Jean?" Logan asked.

"Logan?" Jean looked around the room. "Where am I?"

"You're in the mansion, you're safe. We need to know what happened with Scott."

He took out Scott's sunglasses and showed them to her.

"I…I don't know, I lost…Oh, God!"

"Jean, what happened?"

"I…no!"

She closes her eyes, and the entire room shakes. Glass shatters, equipment falls to the floor. Logan seizes Jean.

"Jean, talk to me! It's all right!"

Jean murmurs, tears streaming from her eyes. The lights dim and more equipment breaks.

He shakes her.

"Stay with me!"

She looks at him, her eyes begging.

"Logan, please…kill me."

"What?"

"Kill me before I hurt anyone else."

"Don't say that."

"Please."

"Stop it."

"Kill me."

The objects in the room are forced backwards.

"Jean, look at me." Logan said while taking her head in his hands. "The Professor can help you, he can fix this!"

Jean's eyes then turned black.

"I don't want to fix it!"

Logan was thrown backwards and into the wall, traces of fire trailing him. He slumps to the floor as Jean levitates from the table. She lands on the floor and walks toward the door. Without pausing, she rips the door from its hinges telekinetically and continues out of the mansion.

Outside in the gardens, Ororo was using her powers to water the plants but looses her concentration when she hears a noise from behind her.

She looked behind her but saw no one.

"Who's there?" She asked.

"Would you believe the wicked witch of the west?" Said a familiar voice.

"Jean?"

Jean walked out from the shadows of the doorway.

"Ororo." She smiled.

"Jean!"

Ororo ran over and hugged her tightly.

"I missed you so much."

Jean pulls away from Ororo and smiles a little.

"Did you?"

"Of course."

Her expression then darkened.

"Tell me something, Ororo. Did the professor ever block you too? Hold you back? Make it so you couldn't choose what you did with your own power?"

"What are you talking about?"

"It's not a rhetorical question."

Jean knocks Ororo aside telekinetically with a casual gesture. Ororo crashes through one of the glass windows, landing in the plants as Jean continues walking away from the school.


	14. Magneto Plots

XXXXXX

Inside of a hideout that is a cave dwelling, grey and metallic in look and texture. Magneto sits at a desk, other members of The Brotherhood standing around it.

"So what's the plan?" Pyro asked, finally putting an end to the silence.

"Now, we use this cure as a lightning rod to turn countless more to our cause. We build an army and destory this cure at it's very source."

Magneto trails off as Callisto comes into the room.

"I picked up something. Massive power readings…more powerful than anything I've ever felt."

Magneto turns to her, intrigued.

"More powerful than you."

"Where?"

Meanwhile, back at Washington D.C., Henry was cleaning out his office as President McKenna watched, trying to convince him to stay.

"Do you really think your resignation is going to help, Hank? It's no way to influence policy."

Henry stopped for a second and looked at the President.

"Policy is being made without me, the decision to start using the cure in weapons was made without me!"

"Hank, what happened on that convoy was an isolated incident, those mutants were—are—a very real threat!"

"Have you even begun to think what a slippery slope you're on, David?"

"You think I haven't, Hank? Of course I have. But I have to worry, when one man can move a city with his mind."

The two of them just looked at each other for a moment before the President spoke up again.

"We both know things are getting worse."

Henry sighed as he nodded.

"All the more reason for me to be where I belong."

Just as Henry walked out of his office, his secretary Alicia Vargas approaches him.

"Mr. McCoy, the sample of the cure arrived."

She handed him an envelope.

"Thank you, Ms. Vargas."

XXXXXX

Xavier and Kurt rush into the infirmary. Kurt went over to Logan, still on the floor and just coming to.

"Vhat happened? Vhere's Jean?"

"She woke up."

"What have you done?" Xavier asked.

"I talk to her, Charles. She got away."

"She's not well, Logan. I warned you!"

"She needs help! Not to be controlled!"

Ororo then walked into the room, Kurt notices her state and goes to her.

"Ororo! All you alright?"

"Jean…she attacked me."

Xavier glares at Logan for a moment before turning to Kurt.

"Kurt, check on Scott."

Kurt goes over to Scott's bed.

"He's still reading as comatose."

Xavier then turned himself away and closed his eyes, concentrating.

In his minds eyes, he sees Jean approaching her childhood house. Colors of energy swirl around her as she telekinetically constructs herself a new outfit, deep red dress and overcoat.

She enters her old house. Jean takes a seat, in the same room where she met Xavier so many years ago, and simply sits. Things begin to float and act of their own accord.

Xavier opens his eyes and looks at the others.

"It may be too late."


	15. Entering the House

XXXXXX

After about an hour ride to the Grey house, Xavier, Logan, Storm, and Nightcrawler exited the van and began to approach the house. Xavier's eyes then widened in shock when he saw Magneto walking towards them.

"You were right Charles. This one is special."

Magneto approaches with Blob, Gambit, Callisto, and Arclight in tow.

"What the hell are you doing here?" Logan growled.

"Same as the professor. Just visiting an old friend."

"Don't interfere, Erik. I've come to bring Jean home." Xavier said.

"Then it's just like old times, isn't it?"

"This is no joke, Erik, Jean needs help."

"You sound just like her parents, so many years ago."

Magneto then gestures to Charles.

"Shall we go in together?"

Xavier looks back at the others.

"Stay outside. I need to do this alone."

Xavier and Magneto walk towards the house. Magneto uses his powers to open the front door and Xavier heads in first. The inside of the house is darkly lit, objects move and act of their own accord, random noises resulting all about. Unsettling, at best. Finally, they enter the living room where Jean is sitting. Several pieces of furnature were floating in the air that suddenly slammed down to the floor as Jean watched them with unblinking eyes.

"I knew you'd come." Jean said.

"Of course." Xavier smiled. "I've come to bring you home."

"I have no home."

"Yes you do. You have a home and a family."

"You know he thinks your power, is too great for you to control." Magneto said as he walked further into the room.

"Erik-"

"I don't believe your mind games are going to work anymore Charles."

Jean looked at Xavier.

"So you want to control me?"

"No."

"He does." Magneto insisted.

"No. I want to help you."

"Help me? What's wrong with me?"

"Absolutely nothing!"

"Erik stop it!" Xavier yelled, glaring up at the other man.

"No Charles! Not this time! You've always held her back!"

"For your own good, Jean."

A lamp suddenly was sent across the room and smashed against the wall.

"Stay out of my head." Jean growled.

Outside the house, the front gate closes on its own. Cars around the neighborhood begin shaking.

"I'm going in." Logan whispered to Storm but she grabbed his arm.

"The Professor said he'd handle it."

"Look at me Jean! I can help you, look at me!" Xavier yelled.

Jean looked up at him.

"Stay out of my head."

Xavier's chair gets pushed back a little but the breaks hold them in place.

"Perhaps you should listen to her, Charles." Magneto suggested.

Xavier ignored him.

"You must trust me, you're a danger to everyone and yourself. But I can help you!"

"I'm fine." Jean responded.

"I think you want to give her the cure!" Magneto then yelled.

"Look what happened to Scott! You killed the man you love because you couldn't control your powers!"

Jean starts crying.

"NO! STOP IT!"

Jean shrieks and snaps, shattering windows and sending Magneto flying into the kitchen.

Logan hears the noise from outside and unearths his claws as Gambit takes a step forward.

"That's it."'

Logan and Gambit run toward each other. Gambit leaps into the air and kicks Logan in the back on the head. He turns back around with a charged up card and fires it at Logan, sending him crashing through the wall into the dining room. Logan lands on the table, smashing it.

Storm takes to the sky. Nightcrawler teleports and drop kicks Blob, who looses his balance and crashed through the window.

The skies darken as Storm spins like a tornado, knocking down Arclight. She lands and comes face to face with Callisto, whom she strikes with lightning. Callisto flies through the door into the foyer.

Storm runs in, but Callisto confuses her by jumping several feet away. When Storm turns, Callisto speeds right next to her and punches her in the face.

In the living room, Blob punches Nightcrawler in the chest and picks him up and throws him into the ceiling. Nightcrawler falls through the ceiling of the next room.

Meanwhile in the hallway, Logan tries to stab Gambit, Gambit avoids and hits Logan with his charged up staff, sending him crashing through the wall of the next room.


	16. Dark Phoenix's Tragedy

XXXXXX

Back inside the study, telekinetic winds surround Jean and Xavier as the two locked minds and the battle of the two most powerful mutants on the planet took place.

"I can help you." Xavier said to Jean, telepathically.

"Leave me alone Charles. I won't let you do this to me again." Jean telepathically responded.

"Jean! Let me in!" Xavier yelled, out loud.

"You're just making it worse."

Magneto braces himself against the kitchen counter, as water is propelled everywhere via telekinesis. In the foyer, Callisto and Storm continue fighting, Callisto slams Storm head first through a coffee table. Gambit ducks as Logan swings at him and comes back with a punch of his own.

Magneto looks on from the kitchen as Xavier slowly begins to levitate out of his chair.

"I am power." Jean said.

"You can't control your power." Xavier tried to reason with her. "I can help you."

"I am Phoenix."

After Jean said that, the entire house was ripped from its foundations and began to float high into the air. Everyone in the house stopped fighting as the all flu up to the ceiling. Logan growled as he stuck his claws in the ceiling in order to stay there.

As Xavier's body tenses up, Magneto's eyes widened as he realizes Jean is going too far.

"No Jean! Jean!"

Logan pulls himself toward the living room. He reaches the door and struggles to force it open.

Xavier is now completely suspend in the air, and his skin has become loose, flapping in the strong wind.

Suddenly, time stops, and it is only Jean and Xavier, everything else frozen. Xavier locks eyes with Jean, now surrounded in a fiery aura, her eyes the black of charcoal.

"Don't let it control you."

Xavier looks over to the hole Logan is peaking through.

"No!" Logan yelled.

Despite himself, Xavier smiles. He then disintegrates.

"Charles!" Magneto struggled to get up, but couldn't.

Logan gets thrown as does the remains of Xavier. The house smashes onto the ground. Finally able to move again, Magneto gets up with considerable difficulty, slowly making his way into the room. He stares at Xavier's empty wheelchair for a moment before bending down next to Jean.

"You…you killed him."

Jean is now crying.

"I didn't mean to."

Jean looks down but Magneto puts a finger on her chin and raises her head.

"My dear, come with me. This is not where you want to be right now."

Magneto helps her to her feet and guilds her out of the house. A few moments later, Logan, Ororo, and Kurt come rushing in, to find an empty wheelchair.

"No…" Ororo said to herself.

Ororo falls to her knees and begins to cry silently to herself, Kurt falls next to her, embracing her, crying. Logan stands in the back, shocked silent.

XXXXXX

The night has fallen, Xavier's study is empty, save for the wheelchair in its center.

In Ororo's bedroom, she was sitting on the bed, crying. Suddenly a knocking on the door gets her attention. She sniffled.

"Come in."

Henry opens the door.

"Hank."

She gets up and hugs him tightly.

"Shhh, it's alright." He soothed, lightly stroking her back.

"Please tell me you're staying."

"I'm staying."

They both sit down on the bed.

"Are you okay?" Henry asked.

I just don't know what to do...we're lost without the Professor. Maybe we should just close the school…send all the kid's home."

Henry wraps an arm around her shoulders.

"Don't say that. I know you feel lost now…but the Professor, he'll give us a sign to continue on. I promise."

As Ororo and Henry continued to talk, down in the infirmary, over Scott's bed the machine monitoring him slowly starts to show brain activity.


	17. Rogue Moves Out

XXXXXX

The next morning, a reporter stands outside the Rao Cure Clinic that has just been opened up in Manhattan. Angry mutant protestors are yelling behind her. Some have lined up at the door of the clinic.

"History will be made here today." The reporter began. "For the first time ever, the so called mutant "cure" will be made available to the public. As you can see, they are mixed reactions. Some mutants are desperate for the cure, while others are insulted by the mere idea of it.

Back at the mansion, Rogue was watching the broadcast before turning it off. She then walked out of the study and approached the door. She put her hand on the knob and sighed heavily.

Logan approaches her from behind and spoke up.

"Hey kid, need a lift?"

Rogue turns around to face him.

"Where are you going?"

Rogue looks down. Logan sighs, he already knows.

"I hope you're not doing this for some boy."

"No, it's not that. I've tried to deal with this, but I can't ignore what could be my only chance at a normal life. You don't know what it's like to be afraid of your powers, to get close to anyone."

"Yeah, I do." Logan responded.

"I know you don't approve, and it's a bad example for other mutants, but-"

"Hey, I'm not your father. I'm your friend."

Rogue smiled.

"If you want to go, go. Just be sure it's what you want."

He begins to turn away.

"Be careful, Rogue."

"Marie." She corrected.

Logan nods.

"Marie."

Upstairs on the second floor, Bobby walks through the hallway until he comes to Rogue's room. The door is open and the room is empty. He walks in and sits on the bed, depressed. Peter then walks by the door.

"Where's Rogue?" He asked.

"I don't know." Bobby sighed.

"Oh…you don't think?"

Bobby looked up.

"What?"

"They just opened the first cure clinic, here in town."

"No…she wouldn't."

Bobby got to his feet and passed Peter.

"Tell Storm I had to go."


	18. Shock and No Oars

XXXXXX

Jean stands in the forest encampment, looking down over the scores of mutants Magneto has gathered. Magneto approaches from behind and begins speaking.

"Do you remember when we first met? Do you know what I saw in you?"

Magneto is now beside her.

"I saw the next stage in evolution, what Charles and I dreamt of finding. I though 'Why would Charles want to turn this Goddess into a mortal?'"

Magneto lifts up the metal cup in his hand.

"I can manipulate the metal in this."

The cup floats.

"But you can do anything. Anything you can think of."

Jean focuses on the cup and it turns into a miniature sized sun. Its surrounding force is throwing people and burning them. Magneto backs away.

"Jean, enough."

Jean's eyes begin to have a small glow in them.

"ENOUGH!"

Jean smirks as she extinguishes the small ball of energy and turns around, looking Magneto in the eye.

"Do you fear me, Erik?" She asked.

"No. This is what you are. What nature intended you to be."

"You sounded just like him Erik. Afraid, just like him."

"Charles wanted to hold you back."

"What do you want?"

"I want you to fight with us. That cure is meant for all mutants, including you."

Jean gives Magneto an evil look.

"I know you're happy that he can no longer interfere. You would have killed him yourself if you had the guts."

Magneto looks a little taken aback by her words. He soon finds his voice.

"Charles Xavier did more for mutants than anyone else. My single greatest regret is that he had to die, for our dream to live."

Magneto turns and walks away while Jean's brows furrow, as if she senses something.

XXXXXX

Back at the mansion, Ororo, Kurt, Henry, and Logan were all in the study, talking.

"How do we handle this?" Henry asked. "Jean is clearly dangerous, and now she's with Magneto."

"I don't think it's that hard." Logan spoke up. "We find her and bring her home."

"Home?" Ororo said. "Logan I loved her too, but…you have to understand, this isn't Jean we're dealing with anymore."

"You're wrong. Jean's still in there somewhere. And I'm going to find her."

Logan moves to leave, and Ororo gets up and follows him.

"Logan! Listen to me!"

He ignores her and keeps moving. Ororo continues to follow him.

"She's gone, Logan. She's not coming back."

"You don't know that."

"She killed the Professor!" Ororo yelled, angry.

Logan closed his eyes for a moment.

"That wasn't Jean."

"Why can't you see the truth? Why can't you let her go?"

Logan grasps Ororo by the shoulder's, with more force than he intended.

"Because! Because I…"

"You still love her." Ororo finished for him.

Logan let her go.

"Don't you?"

"Of course I do. But Jean made her choice...and now we have to make ours."

"Ororo! Logan!" Henry yelled.

They both turn to see Henry running towards them, a look of shock on his face.

"Come with me! Quick!"

Logan, Ororo, and Henry run into the infirmary to see that Scott's bed is empty.

"Where is Scott?" Ororo asked while looking around in shock.

"I don't know." Henry answered.

"I thought he was brain dead."

Henry then understood.

"The professor...he must have woke him up. Before he died."

Ororo and Logan looked at each other as Henry smiled.

"You see Ororo, I told you."


	19. Cure Wars

XXXXXX

A crowd has formed outside the newly set up "cure clinic". Rogue gets off a bus and goes to wait in line. Memories of all the people she touched fill her mind. Cody, Logan, Magneto, Bobby, John.

The crowd then begins to chant;

"We don't need a cure! We don't need a cure! We don't need a cure!"

Rogue looks down as she continues to wait.

Just then, Bobby gets out of a taxi and makes his way through the crowd.

"Rogue!" He yelled, trying to spot her.

Suddenly, he bumps into Pyro.

"Taking the cure so you can go home to mommy and daddy?" Pyro asked.

Bobby has a look of surprise on his face.

"John."

Pyro shook his head.

"My name is Pyro. That other name means nothing to me now."

Bobby then looked at the crowd before looking back at Pyro.

"I'm looking for Rogue."

"I figured she'd want the cure."

"Why'd you do it?" Bobby suddenly asked.

"Do what?"

"Go with Magneto? Come back to the school, you still can."

"It's a prison." Pyro responded. "People always telling me what I can and can't do, people telling me how to be. Who to be."

Pyro formed a fireball, leveling the flame. He took a step forward, and Bobby steadied, forcing a stare.

"This is who I am."

He snapped his palm shut and the flame disappeared for a second. There it was, the fire incredible this time, and Bobby watched, nearly dumbstruck, as strangers cried out, pushing and stumbling to get by. It seemed almost heavy, but Pyro handled the growing blaze with the skill and poise of an experienced juggler.

"Come on, Iceman. Make a move." Pyro dared.

Bobby shook his head.

"I'm not going to fight you."

Bobby walked away, leaving Pyro with almost surprised look on his face. As he begins going through the crowd he finally sees Rogue in the back of the line.

"Rogue!"

Rogue looks over when she hears his voice.

"Bobby! What are you doing here?"

I don't want you to do this, we can find another way.

Before either one of them could say another word, Pyro unleashed a wave of fire and the clinic explodes. People scream and run away.

"NO!" Rogue screamed when she saw the clinic. "I have to get in there!"

Bobby grabs her and holds her back.

"It's over, Rogue, come on!"

Rogue rips off a glove and touches Bobby and he falls to the ground.

"I'm sorry."

Rogue then lets go and rushes to the clinic and begins putting out some of the fires. People that were trapped inside began running out while Rogue ran in.

She continued putting out fires as she finally spotted a spot were the cure was set up that didn't have flames on it. She ran over and picked up a syringe. It glowed blue as the mutant cure was inside of it.

Clutching it tighter in her hand, she then lowered her head and took a deep breath as she continued to stare at it.

But at that moment...she had no idea what she wanted to do.


	20. St Lupus Day

XXXXXX

Back at Magneto's camp, a mutant wearing a cloak was standing by himself away from the large group when suddenly an optic beam nailed him in the chest, making him fly backwards into the tree, knocking him out instantly.

A figure walks further into the forest clearing and pulls off the cloak off the mutant and throws it around himself, then continues to move towards a loud cheering further into the woods. He continued on until he reached a large group of mutants.

Magneto stands atop of a hill, serving as a makeshift stage, the crowd of mutants are down below him. Mystique, Pyro, Callisto, Arclight, Gambit, and Jean are all with him, Jean standing alone off to the side. Magneto begins to address the crowd.

They wish to cure us! But I say to you, we are the cure!

The mutants cheer.

"We are the cure for that imperfect condition called homo Sapiens! They have their weapons…"

He looks over to Jean.

"…and we have ours."

At that moment, Jean begins to scan the crowd of mutants until she sees the clocked figure. The man is Scott Summers, staring up at her through his sunglasses. Jean continues to stare, not taking her eyes off him.

"We shall march to Alcatraz Island and strike with a vengeance and a fury that this world has never witnessed!"

More cheers.

"And if any mutants stand in our way, we shall use this poison against them!'

Magneto becomes fiercer.

"We will destroy this cure at its source! NOTHING CAN STOP US NOW!"

The crowd goes wild as Jean and Cyclops continued to stare at each other.

Magneto smiles at the crowd's reaction. Scott turns to leave, knowing that there was nothing he could do now as Magneto walks over to Jean.

"My dear, it's time to do your part. It's time to end this war."

Jean says nothing as she looks back down at the crowd and suddenly, one by one they all begin to disappear into a puff of smoke. Jean is teleporting them to an unknown location. Soon all the mutants down below are all gone leaving Scott all by himself.

He looked around in bewilderment before throwing the cloak off himself and running out of the woods, back to the mansion.

However, back in the Oval Office of the White House, Bolivar Trask stands across from President McKenna's desk infroming him of the latest news.

"I've just received a call." Trask began. "The cure clinic has been destroyed."

"I know. I saw it on the news." The President sighed.

"Well then you know what needs to be done."

McKenna took a deep breath.

"Bolivar, you're talking about declaring war on American soil."

"We have to protect our citizens, sir."

The President puts his face in his hands, the stress of the situation weighing visibly on him.

"All we need is your word."

"I want troops armed with cure weapons and stationed at Alcatraz, within the hour…And I want Magneto found, at any cost. If he wants a war, we'll give him one."

Trask smiles.

"Done."

Trask leaves, as the president contemplates his decision.


	21. Building Bridges

XXXXXX

Scott busts through the front door of the mansion.

"Ororo!"

Ororo descends the staircase.

"Who is that—Scott!"

She runs towards him and hugs him tightly.

"I thought you were dead."

Logan and Henry walk in to see what is happening.

"Scott!" Logan said in surprise.

Henry went over to him.

"Where did you go? You shouldn't have left the infirmary."

"I'm fine. Listen, I saw Magneto. He's got an army and he's taking them to Alcatraz. We have to get there."

"You saw Magneto?"

"Yeah, there's no time. I want everyone downstairs, now."

Scott moves past them toward the elevator. Logan looks after him.

"He's back?"

He looks to Ororo and she nods.

"Scott's really back."

After about fifteen minutes, down in the mansion subcomplex, Cyclops and Beast walk down a hall toward the hangar together. Beast pulls an X-Men jacket on snugly.

"I can't believe this used to fit me."

Cyclops chuckles.

"But in all seriousness…if Magneto gets a hold of that cure, he'll be unstoppable. How many people does he have?"

"We can handle it."

Cyclops moves head.

"Well, that wasn't exactly my question, but…"

Beast then goes through his suits pockets and pulls out the sample of the cure he was given. He looks at it for a moment before putting it in the jacket's pocket.

They meet with Wolverine, Storm, Nightcrawler, Iceman, and Colossus.

"Where's Rogue?" Wolverine asked.

Iceman looked down.

"I don't know."

Storm looks at Iceman and Colossus.

"I'm not sure you should be going with us."

"We're ready." Colossus insisted.

"This isn't like the Danger Room. There's a real war going on out there. We might not all make it back."

"We're not kids anymore." Iceman said.

The elder X-Men look at each other and nod.

"All right." Cyclops said. "We're in this together everyone. X-Men, all of us."

They all nod in agreement.

"Let's move out."

The X-Men file into the hangar. Wolverine and Storm stand back.

"They're ready. The kids." Wolverine said.

"I know." Storm responded. "I just hope Scott's ready."

She turns to face Logan.

"You know what this might come down to. If Scott can't do it…will you? Can you?"

He doesn't answer. Storm continues on her way, and Wolverine follows.

XXXXXX

A rush of evening traffic crosses The Golden Gate Bridge. Suddenly, several of the cars screech to a halt. Many drivers look around, panicked. At the end of the bridge, Magneto, Mystique, Pyro, Gambit, and Callisto lead the army of mutants, Magneto's hands outstretched. He magnetically parts the sea of cars, sending them crashing to either side of the bridge.

Citizens have now begun to leave their cars and run away. Magneto smirks and looks at Jean.

She walks forward in front of the army. Extending her arms grandly, Jean focuses all her power, and begins to tear the bridge from the supporting cables and columns. Soon, the entire section of the bridge is free, and begins floating toward Alcatraz.

Troops rush up observation towers to get a better view, and react in astonishment as they see the bridge moving toward them. It moves over them, and some of the soldiers manage to run away before Jean released her hold.

The bridge lands with a loud sound that echoes throughout the bay. Magneto smirked.

"Charles always wanted to build bridges."

Kavita Rao looks out of the window of her office in horror as the army sets foot onto the island. The soldiers prepare, taking up guns and rushing to the front of the complex.

Magneto looks at Callisto.

"You're sure the boy's still inside?"

"Positive. He's in the southeast corner of the building."

"Now it begins. Pyro?"

Pyro unleashes a war cry, rallying the Brotherhood.

"Let's take it down!"

The army charges forward, landing in the yard and began to fight the soldiers. Gambit moves to join them, but Magneto holds him back.

"Wait. In chess, the pawns go first."

The soldiers began firing their guns and several mutants fell. Magneto scoffed in disgust.

"Humans and their guns, they never learn."

He extended his hand expecting them to stop working but nothing happens.

"Plastic. They're getting better."

The first wave of mutants fall. One mutant, a lizard-esque man, writhes on the ground, spasming, a turns into human. A flying mutant is hit midair, and promptly falls to the ground, neck snapping.

Magneto looked on in shock.

"They're using the cure in guns."

After few more minutes got shot with the cure guns, Magneto looked over to Arclight.

"Arclight, use your shockwaves. Destroy those cure weapons."

Arclight came to the front of the group and clapped her hands together. A shockwave was sent into the battlefield. The guns explode, injuring the soldiers operating them. The shield's they were using were also destroyed.

A mutant then opened his mouth and he sprayed a bunch of hot ash at the soldiers, burning them all. Another mutant opened up his hand and released a sonic boom at another soldier, sending him flying off his feet until he landed in the water that surrounded the island.

The area is soon overtaken by The Brotherhood.


	22. The Battle for the Cure

XXXXXX

President McKenna stands with Bolivar Trask in the White House Ready Room, watching a satellite feed of the battle.

"What's going on over there?" The President said. "Send in tanks, planes—"

"This is Magneto we're talking about, sir. He'll tear them apart."

"Where are the back-up troops?"

"Thirty minutes away, minimum."

The President sighed.

"Then I just pray God is with us."

On the battle field a mutant is throwing a soldier around with his tentacles. Another mutant is sending wooden projectiles at them, which impales them, instantly killing them.

Over the skies of San Francisco, The X-Jet roared in. Cyclops, Storm, Beast, and Wolverine looked out at the battle.

"Oh my stars and garters…" Beast said.

"This is bad. Storm, cloak us," Cyclops instructed.

Back on the bridge, Callisto looked up at the sky.

"Something's coming," she said.

The cloaked X-Jet landed on the roof of the building. Lightning lights up the sky as Storm flies down from the roof. Beast follows her, roaring and landing like a true animal. Iceman forms an ice slide and slides down it.

Nightcrawler teleports himself and Cyclops to the ground. Colossus in his metal form jumps off the roof. Lastly, Wolverine descends a chute, using his claws to slow his descent.

The X-Men all line up: Cyclops, Wolverine, Storm, Nightcrawler, Beast, Iceman, and Colossus.

Over on the hill, Magneto's eyes are drawn to the new arrivals. He sneers.

"Traitors to their own cause."

Jean was now staring at Cyclops. Jean walks to the side, standing alone. The Brotherhood on the ground look back at Magneto. He then shouts them.

"Finish them!"

The army of mutants charges towards the X-Men. Wolverine slices through a large pole with comes down and crushes several Brotherhood members. Iceman forms a giant ice blockade that they run right into. Beast launches himself into the air roaring. He punches and smacks a bunch of mutants who go flying. He then twirls around a lamp post knocking out several opponents. Storm flies into the air and unleashes a tidal wave into many mutants.

Callisto glares at Storm at runs full speed from rooftop to rooftop until tackling Storm down to the ground. Storm stands up and is kneed in the face and then punched. Callisto runs at Storm again but is closelined to the ground.

Blob hits Cyclops and throws him to the ground. He runs over to Wolverine who is stabbing mutants and is then knocked over by Blob's stomach. Iceman freezes Blob and Cyclops fires his optic blast at him. Blob shatters. Avalanche kicks the ground and it creates a ripple through the ground until it explodes throwing Colossus high into the air. He crashes through a window of the main lab.

Back on the hill, Magneto turns to Gambit.

"Go find the doctor."

He nods and moves toward the office building.

Callisto and Storm continue the fist fight, Storm adapting to Callisto's dirty fighting style. Frustrated, Callisto pulls a knife on Storm and slashes her arm.

Cyclops hits a mutant with an optic blast but then is captured in a net. Wolverine was now being ganged up on by half a dozen mutants. Nightcrawler teleports, hitting mutant after mutant until he taken out by a green blast of energy.

On the hill, Magneto smirks and turns to Mystique.

"Go. Find the boy, and kill him."

"With pleasure."

Back in the office, Kavita walks briskly down the hallway, looking for a way out. As she turns a corner and Gambit appears. Kavita promptly turns the other away but Psylocke appears from the shadows.

"Going somewhere?"

Kavita stops in her tracks, trapped.

"You're the one who invented the cure right?" Gambit asked.

Kavita nodded.

"I am. I never meant for it to come to this. The cure was meant to be for those mutants who wanted it!"

"Yeah, they're called the weak ones." Gambit responded.

Psylocke comes up behind Kavita and grabs her shoulders.

"Please don't hurt me!" Kavita begged.

"Shh…don't scream." Gambit whispered while pulling out a playing card and charging it up. Kavita looked at the glowing card as Gambit placed it in her coat's pocket.

"It's alright, everything is going to be alright."

Suddenly, the card explodes and Kavita is sent flying backwards. She crashes hard into the wall, and slumps to the floor, lifeless. Gambit claps his hands as though brushing off dust, then follows Psylocke out of the building.

Back on the battlefield, Wolverine slices off Red's arms, but they grow back. He slices off his legs, they grow back.

"Come on!" Red yelled.

Wolverine then stabs Red in the balls.

"Grow those back!"

Callisto and Storm are still fighting as Callisto is able to slash Storm once again with her knife. Callisto then flipped over Storm and tried to cut her throat.

Storm used her powers to spin like a tornado and Callisto was flung off her and crashed into a high voltage fence, which Storm juiced up with her own lightning.

Meanwhile in the facility, Jimmy was sitting on the bed when suddenly the locked doorknobs started to rattle. He gasps and hides under the bed just as the door is kicked in.

"Jimmy!" Yelled a familiar voice.

Jimmy looked up to see Beast standing in the doorway.

"Mr. McCoy?"

Jimmy smiles as he gets out from under the bed, running over to Beast and hugging him.

"Mr. McCoy. What's going on?"

"Don't worry, everything is going to be alright."

Beast then suddenly morphs away into Mystique and she grabs Jimmy roughly by the arm.

"You're coming with me."

However, before she can drag Jimmy out of the room, she hears a rumbling from behind her.

BOOM!

Colossus breaks through the wall. Before Mystique can react Colossus punches Mystique in the side of the head, knocking her out. Colossus picks Jimmy up in his arms.

"Don't worry, I'm gonna get you out of here."

Colossus runs back through the path he created.


	23. Phoenix Rises

XXXXXX

Magneto, Pyro, and Jean stand on the hill watching the battle.

"The boy still lives, Erik." Jean said.

"I see you're making no effort, my dear."

"You think I'm on your side?"

Wolverine and Beast are back to back fighting Magneto's mutants. Wolverine shouts to Beast, both conversing as they fight.

"I thought you were a diplomat?"

"Well, as Churchill said, there comes a time when all men must…"

Beast stops to back flip over a mutant, who he then punches to the ground.

"Oh, you get the point!"

Magneto looks back at Pyro.

"Follow my lead."

Magneto summons a car from behind him and sends it into the air. Pyro sends a fireball up, turning the car into a grenade. It lands on a group of soldiers.

Cyclops hits a mutant with a optic blast and then looks up at the bridge to see Jean. Nightcrawler notices where his attnetion has gone.

"I have to get to her." Cyclops said.

"She's not hurting anyone right now. Vhy don't we try to keep it that vay?" Nightcrawler suggested.

"I can save her!"

A car comes flying in their direction. Nightcrawler grabs him and dives away.

"It might just have to vait!"

Magneto sends two more cars up in the air which Pyro lights on fire. One hits an observation tower, the other crashes onto the ground, flipping once before settling.

Wolverine, Beast, Iceman, Cyclops, and Nightcrawler gather.

"We have to stop Magneto!" Cyclops shouted.

Storm dodges another incoming car and joins them. Colossus then appears with Jimmy at his side.

"I found the boy." Colossus said.

"I'll look after him." Beast then took Jimmy's hand.

Two more flaming cars then came crashing down. Wolverine looked over at the bridge as Magneto levitated more cars. He then looks towards Iceman.

"You think you can distract your old friend?"

Iceman looks at the bridge and reluctantly nods.

"Okay...go!" Wolverine yelled.

Iceman ran out just as another car came down. He unleashed a wave of frost, stopping it in mid-air for a moment before it hit the ground. Magneto saw him and narrowed his eyes before turning to Pyro.

"Go ahead."

Pyro grimaces and doesn't move. Magneto notices his reluctance.

"Are you a god...or an insect?"

Finally, Pyro walks off the bridge and into the battlefield. He and Iceman are now only mere feet from each other.

"You're in over your head, Bobby." Pyro said. "Maybe you should go back to school."

"You never should have left." Iceman responded.

Pyro formed a fireball in his hand and then sent it straight at his former best friend. Iceman retaliated with ice and the two powers collided. Both push each other back and forth, trying to get leverage. Pyro finally pushes forward and uses more strength to get the advantage.

Meanwhile, Storm forms a fog around Magneto as Colossus gets ready to throw Wolverine.

"Alright tin man, just like in practice."

Pyro continued to engulf Iceman in flames as Iceman was barley able to hold them back. Finally, Pyro pulled away and Iceman fell to the ground, weakened.

Just then, Colossus threw Wolverine as hard as he could towards Magneto. Due to the thick fog, Magneto couldn't tell there was something coming at him until it was too late. Wolverine crashed into Magneto, knocking him right off his feet.

The noise caused Pyro to look over to see what happened, and in his distraction, Iceman was able to recover and lunged forward, grabbing Pyro's wrists and freezing his hands.

Falling to the ground, Pyro looked at his hands in shock, unable to do anything because his lighter had been frozen as well. By this time, Magneto got to his feet and used his powers to grab a hold of Wolverine, making his body bend in an unnatural angle due to his adamantium skelton. Wolverine screamed in pain until Magneto was blasted away by Jean.

Magneto hit the ground and he looked up in shock at Jean who was glaring down at him. He crawled backwards until he was able to get back to his feet, continuing to look at her.

After saving Wolverine, Jean was now staring at Cyclops. She slowly walked down the bridge and approached him.

"Scott." She smiled.

Cyclops touched her hair.

"Jean…it's over." Cyclops smiled.

"Scott…I'm sorry." Jean said.

"Don't apologize. Everything is going to alright."

The battle is dying down now.

"No matter what, were going to fix this. I'm never giving up on you."

Soldiers then suddenly appeared on the bridge and they take the opportunity to fire at Jean, Cyclops shouts at them;

"No, don't shoot!"

Too late. Jean's eyes go black and she stops all the shots telekinetically, turning the needles into dust. She then does the same to the soldiers and leviates high into the air.

"Jean!"

A telekinetic storm begins to rage.

"Everyone get out of here!" Beast shouts.

Nightcrawler, Colossus, and Jimmy run up on the bridge and off the island. Gambit, Psylocke, and Arclight run off the island as well, as do some remaining soldiers.

Iceman runs over to Pyro.

"Come on, John."

"Get away from me, Bobby."

Iceman however ignores him and throws his arm over his shoulder, helping him off the island.

Storm, Beast, Wolverine, and Cyclops gather.

"I have to stop her." Cyclops said to them.

"You didn't see what she did to the Professor. She'll tear you apart!" Wolverine told him.

Storm nodded in agreement.

"He can heal, Scott, he's the only one—"

"No."

Cyclops looks at them, resolved.

"It has to be me."

Beast dug into his pocket and took out his sample of the cure.

"Here Scott. Use this."

Cyclops took the sample.

"Get everyone to safety."

Beast and Wolverine ran off while Storm flu off the ground. Cyclops turned back to Jean.

"Jean!"

She ignores him. The TK storm has gotten worse. Poles fall, cars fly. The X-Jet is disintegrated. Soldiers have begun to explode, as the professor did earlier. Water now begins to rise up from the bay, and fiery wings engulf Jean, her rage embodying itself in the form of a firebird. She glows like a second sun as Cyclops continues to move towards her.

Magneto looked on from the bridge.

"What have I done?"

Cyclops again tries to move forward.

"Jean!" Cyclops yelled again.

Jean knocks him backward as she returns to the ground, but he resists and continues onward. The building itself has now begun to fly apart.

Cyclops continues up the hill, bits of his uniform flying off slowly. She continues to resist, and he is forced to crawl up toward her. Mere feet separate them, when, as he gets up, his entire top is destroyed. Gritting his teeth, he continues. His cheek is now bleeding, as is his arm.

Finally, he is before her. Jean looks to him, and smiles wickedly.

"Would you die for them?" Jean asked.

"No...not for them." Cyclops gasped.

She is confused for a second, fire still surrounding her.

"For you. I love you, Jean!"

Slowly, her eyes return to normal. The flames recede.

"Scott…save me."

"No, Jean…we can make it like it was."

Tears streaming down his face, he jabs Jean in the side with the cure needle. She gasps. Scott clutches at Jean, who sobs into his shoulder as the transformation takes place.


	24. Farewell to X

XXXXXX

When they arrived back at the mansion, Bobby headed straight for Rogue's room and was releaved when he walked in and saw her sitting on the bed.

"Rogue."

"Bobby." She smiled, as she got to her feet.

"Why did you...you know that wasn't what I wanted."

"I didn't do it."

Bobby looked at her in surprise.

"You didn't?"

Rogue looked down at her gloved hands.

"No. I had the chance, when I got into the building not all the samples had been destoryed yet. But...I just couldn't do it."

"I'm glad you didn't." Bobby smiled.

"So am I." Rogue said. "This is who I am."

Rogue reached out and took one of Bobby's hands into her own.

Down in the infirmary, Logan walks out as Scott and Henry continued to watch over Jean. Ororo was standing outside.

"How are you feeling, Jean?" Hank asked.

"It's like I'm deaf. You get so use to hearing voices...and now their gone." Jean responded.

"It's okay." Scott said. "We're going to get you through this."

Logan and Ororo continued to look on for a moment before Logan finally spoke up.

"She doesn't remember much."

"I guess that's a good thing." Ororo shrugged.

Ororo sighed.

"Do you think we did the right thing?"

"Only other thing we could have done was kill her. And none of us wanted to that."

She nodded as she looked back at Jean and Scott in the infirmary. Scott had his hand on hers and she was smiling back up at him.

The next morning, a monument stands in the gardens for Professor Charles Xavier. Moira McTaggert sits next to Ororo Munroe, Kurt Wanger, Scott Summers, and Jean Grey. Down another line are Rogue, Bobby, and Peter. The younger students sit behind them, with many other friends and colleagues. Logan stands off at the side.

Rogue sniffles and Bobby holds her hand.

Henry McCoy walks forward and stands at the front of the gathering.

"We live in a age of darkness." Henry began. "A world full of hate and intolerance. But in every age, there are those whoe fight against it."

Ororo's eyes begin to water and Kurt gently takes her hand.

"Charles Xavier was born into a world divided." Henry continued. "He chose to make a difference. And though he will not live to see the fruit of his labor, his life will make all the difference."

Henry made eye contact with each of the X-Men.

"Charles was more then a leader, more then a teacher. He was a friend."

From far away, Magneto was watching the memorial from a spot where no one could see him but he had a good enough view and could hear everything being said.

"When we were afraid, he gave us strength. When we were alone, he gave us family. He may be gone, but his teachings live on through us, his we may go, we must carry on his vision. And that's a vision of a world united."

Henry steps down and places a single flower at the monument. Other get up and slowly make their way to place a flower there as well. Magneto turns and walks away.

After Jean and Scott each placed their flower down, they both walked hand in hand to the front of the gathering, watching the young students.

They didn't know what the future had in store for them. But looking over the younger students, they did know one thing.

Charles Xavier's dream was alive and well. And it was in good hands.

The End.


End file.
